Ailurophobia
by Neverwhere Chaos Mode
Summary: The sequel to Arachnophobia begins. Rated for Gambit having a bit of a naughty mouth. It's Back.
1. Scattered

Prologue - Scattered  
  
I looked out at the street below. Over a week and we had found nothing.  
  
_Nothing!_  
  
I calmed myself. Unreasoning anger was Sabertooth's forte, and not what we needed right now. I looked out at the people I had left.  
  
Of us Acolytes were all that was left was Colossus and myself but we were missing Pyro, Sabertooth and our leader, Magneto. The two of Mystique's 'Brotherhood' who were here were Avalanche and Quicksilver, and the fact that Pietro was the boss's son made him almost one us anyways. The kid had a way about him.  
  
Avalanche was a loose cannon who wouldn't take kindly to orders. Never had, if what Quicksilver said was true. Quicksilver himself was solid, if unpredictable. Colossus was the one who worried me though. He wasn't with us willingly. Magneto had some kind of hold over him, and Magneto didn't share that kind of thing. The only thing I had to know though was if he was still with us.  
  
"Piotr."  
  
He looked at me cautiously.  
  
"Yes?"  
  
"I don't know what Magneto did to get you to join us, but I need to know if you're sill with us."  
  
"Yes."  
  
The lack of hesitation in the answer was a little startling.  
  
"Why?"  
  
"It has to do with the… nature of the agreement between Magneto and myself. That is all you need to know."  
  
I nodded.  
  
_Something happens to Magneto, something bad happens for him I'd imagine…  
  
Good enough._  
  
We were in the Acolyte base deep within New York City. We were well stocked for a while, but we needed Magneto. Things would get very dangerous very fast without him.  
  
I sighed.  
  
_What the hell did those bastards want?_  
  
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~  
  
"That's an excellent question Mr. Summers. What do we want, indeed…"  
  
The short man with the arms calling himself 'Dr. Octopus' was extremely intelligent.  
  
"The truth is Mr. Summers, that _I_ want very little with you. However, a man with a very large bank account _does_. From what I understand, the delay now is in preparing adequate facilities to house you and your companions for the short run."  
  
He shrugged. Gloating was one of his soft spots it seemed.  
  
"The short run?"  
  
He smiled, and gestured to the professor, Magneto and Sabertooth were.  
  
"Yes. It seems you all, especially them, are to be executed. So after a short stay in our care, you will be transferred to another facility where you and your other… friends… here will be executed live to the world."  
  
I arched an eyebrow.  
  
"Isn't babysitting a little beneath you guys?"  
  
He smiled and laughed.  
  
"You will not dissuade us, Mr. Summers. While I admit it _is_ beneath us, we can put up with it for a million dollars a day. Each."  
  
_A million… who's got that kind of cash?_  
  
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~  
  
I couldn't sleep.  
  
Not that that was unusual. I hadn't been able to sleep for a week now. Not since then. I was awake until I passed out from exhaustion.  
  
I looked over at Kitty, who was passed out on the bed, tears staining the pillow. She'd suffered more than the rest of us. I liked Peter - we all had - but she had _liked_ Peter. That's a big difference.  
  
_Scott…_  
  
Scott was alive, I knew it. I could feel it in my heart. We could all hold hope that the others were alive, but Peter…  
  
Peter was dead, crushed or caught in an explosion, we didn't know. I wasn't sure we wanted to know.  
  
It's kind of funny, but it's only now that he's gone and I've taken his place can I fully understand what Scott dealt with on a day-to-day basis.  
  
_No wonder he was always so irritable._  
  
Having to make snap decisions that could mean the life or death of everyone around you wasn't something easy. Sure, I was used to it to a lesser degree, to protect others at the cost of my own life, but to actually order others into what could be their deaths?  
  
My mind shudders away from the possibilities.  
  
I sigh as I look out the window. This single shabby hotel room was all we were able to afford. We've got a few cots set up so we have a place for all of us to sleep.  
  
~~~~~~~~~~~~~~~~~~~~~~~~~  
  
After Peter left to go protect Kitty and the professor, the tide of battle had changed. Storm couldn't hold Electro back any longer and fell, unconscious. Electro left and then returned, a strange device in his hands. When he activated it, a pinkish light shot across the battlefield, and suddenly my powers wouldn't work. Bobby couldn't ice up, and Scott couldn't blast anything. None of us could do anything.  
  
The laughter came from all around us, each of them unhindered. Suddenly Scott was up and running at them, Wolverine right next to him.  
  
"GO! RUN!"  
  
And we had. I'm not sure why. Scott's voice of command more than anything else, maybe. Only Rogue, Evan and I had made it. The Six beat the others down effortlessly. Kitty came up with the professor then, and they took him from her. Kitty only barely managed to escape when Mysterio exited and the building blew up.  
  
~~~~~~~~~~~~~~~~~~~~~~~~~  
  
Evan was up too. He just got so depressed. He was trying to watch TV softly, since he couldn't sleep. Rogue had passed out a while ago.  
  
I shook the memory off and looked down at the cot. I lay down and started to concentrate on sleeping.  
  
It was a long time in coming, but the last thing I heard before sleeping was on the late-night news.  
  
[And, in other news, after months with no sightings whatsoever, it appears that Spider-Man is back in New York City, eager to show off his new costume…]  
  
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~  
  
I was on the Empire State Building, perched on my favorite gargoyle, Bruce.  
  
_It's kind of funny. It almost feels… good… to be out here._  
  
Being back on home turf was exhilarating, but frustrating. I had stopped so many robberies, muggings, and gang fights in the last three days that I had barely had time to question anyone.  
  
And those I had knew nothing.  
  
I had grinned and waved at the astonished looks from other roof-top heroes who knew my identity, and therefore why I had dropped off the face of the map (a few even knew where I had been through the wonder of e-mail), without even bothering to say 'hi'. I had questioned old subordinates, checked old hideouts, and squeezed every informant and rat I could find and still came out with nothing viable on the Sinister Six.  
  
_Nada.  
  
Zip, zero, zilch.  
  
Bupkiss._  
  
My Spider-Sense picked up something. Another robbery most likely.  
  
_Not my week._  
  
I patted Bruce on the head, and swung out into the night. 


	2. SpiderMan

Chapter 1 - Spider-Man  
  
_This is sooo getting out of hand._  
  
I didn't like the situation. The 'Acolytes' as they were calling themselves now, were challenging us to a street fight.  
  
And we were accepting.  
  
_It doesn't make any sense. We _know_ that the bro… Acolytes didn't do it, so why are we fighting?_  
  
But, as stupid as the reason was, I knew why. We were fighting because the other team was there. That was it. At a time when I knew we should be working together to get everyone back, we were at each other's throats.  
  
I glanced down the line. Rogue, Spike and even Jean, who was usually the first to try peace were all ready. Then, suddenly, at some subconscious signal, we were all charging at each other, or using our powers.  
  
I thought this was more than a little dumb considering 'Colossus' and 'Gambit' were new to us and we didn't know what they did. It was obvious what Colossus did when his body suddenly turned to steel. And Gambit was more than happy to explain his.  
  
"This is Gambit's game, eh? Gambit charge the card, Gambit throw the card."  
  
I turned intangible, letting the card pass right through me. I turned back at an explosion. The black-and-red-eyed guy smirked.  
  
"Gambit demonstrates again, yes? Gambit charge the card…"  
  
The card in his hand began to glow. But a voice interrupted as both Gambit's card and hand were encased in a white substance.  
  
"How about Gambit _doesn't_ throw the card?"  
  
"Gambit don't like this one bit…"  
  
The card exploded in his hand, sending him flying backwards. I looked up to where the voice came from. There was a man on a lamppost. His suit was the same blue as ours, but had red designs all over it. A lot of the designs had the theme of a spider.  
  
He jumped forward from his position, past Rogue who had downed Colossus by the simple expedient of touching him, over Jean who was attempting to keep the ground still even as Avalanche fought to move it, and over to where Evan and Pietro were going at it. He threw a single punch into the blur circling Evan, and Pietro flew out of it, stunned. He turned, and addressed us, cracking his knuckles.  
  
"Anyone else want some? I've got aaaall night."  
  
Lance and Jean stopped their struggles. Evan was gaping in shock. Gambit was getting woozily to his feet. Rogue, encased in steel watched patiently, while Colossus was still out at her feet. The guy in the weird costume looked around.  
  
"No? Good. Go home all of you. Be glad I'm not dumping you outside a police station."  
  
Behind him, Pietro stirred, and then was running for him. Without even looking behind to see the blur that Pietro was, he jumped up and stuck to the underside of the lamppost, before shooting a white line out of the underside of his wrist, securing it to Pietro's back. He heaved, and Pietro was off the ground, struggling futilely. He stuck the other end to the lamppost and jumped down.  
  
"As I was saying… clear off. Now."  
  
He looked over at Jean especially as he said it. She frowned, and then shook her head.  
  
"All right, let's go… Evan!"  
  
She had to snap Evan out of it, who was still looking at the guy in the strange costume in shock.  
  
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~  
  
I sighed.  
  
_As much as I hate to admit it, that guy was right._  
  
The fight had been stupid and childish, but I hadn't cared at the time. I was just so… frustrated. I glanced back. Evan was following us, but he was wandering around like he was in a trance. I frowned.  
  
"Okay, Evan what's wrong?"  
  
He blinked and turned towards us, a smile forming on his lips.  
  
"Do you have any idea of who that was?"  
  
Kitty frowned as well.  
  
"No. Spit it out Evan."  
  
His smile widened into a full grin.  
  
"That was _Spider-Man_! That was his new costume! They showed it on the news last night!"  
  
I rolled my eyes as Rogue chuckled. As stupid as Evan's obsession was, it had lightened the mood and relieved some tension. We stepped off the elevator and headed to our room. Kitty ran through the door. I opened it and the rest of us came through as well. I placed the key on the nightstand and yawned.  
  
_Another day, and we're still finding nothing…_  
  
Not that we knew where to look either. That was a bit frustrating. We had nobody we could talk to in the city. Angel was here, but we didn't know where to find him. And even if we did, the chances of him knowing anything were pretty slim. Kitty ran out of the room with the bed in it, and she hissed at me.  
  
"Jean!"  
  
I frowned.  
  
_What now?_  
  
"There's someone in the bed!"  
  
I lowered my voice as well and motioned for the others to come.  
  
"What?"  
  
"I went in to get ready to go to bed, and I noticed this person laying in it…"  
  
_Just what we need._  
  
"Okay, this isn't a big deal. I think. We're mutants. We just go in and turn on the lights. Be ready for anything."  
  
They nodded. We walked in and got ready. I mentally flipped the switch.  
  
And froze.  
  
On the bed was the supposedly dead Peter Parker, who was beginning to stir. He sat up rubbing his eyes from the brightness.  
  
"PETER!"  
  
Kitty flung herself at him. Suddenly, he was up, supporting himself on the bed with one hand while his legs headed straight towards Kitty. She screamed and made herself intangible just in time for his legs to fly through her chest, the rest of him following. He landed in a graceful crouch. He looked at us and blinked a few times, then groaned and collapsed backwards onto his back on the floor.  
  
"Kitty, you can't sneak up on a man like that. It's bad on my nerves…"  
  
Kitty's eyes narrowed dangerously.  
  
"Bad on _your_ nerves?! You're supposed to be dead you big jerk! Then I find you sleeping in the hotel room we rented! I was just happy to see you back!"  
  
He brought him arm up to his face and concentrated for a second.  
  
"With the exception of the last… fifteen minutes, I haven't slept in going on seventy-two hours. I'm running on caffeine fumes. So forgive me for being a little high strung."  
  
She blushed.  
  
"Oh…"  
  
He looked up at us.  
  
"Can we talk about this in the morning? I really need some sleep. I hate it when Johnny's right."  
  
Evan frowned.  
  
"Johnny?"  
  
"Old friend. Staying at his place… not that I've been back there since I got into the city. Now if you'll excuse me, I should probably get back there to get some sleep."  
  
Kitty frowned.  
  
"You're staying right here, mister."  
  
"Huh?"  
  
"You haven't slept in three days you said. You'll probably never make it back to your friend's house. You get on that bed, and we'll have a _very_ long conversation in the morning."  
  
He gulped.  
  
"Yes ma'am."  
  
We left, agreeing to leave the questions for morning. I paused at the door for a second. Peter got back on the bed and was sound asleep in seconds. Kitty smiled, and then climbed onto the bed too, curling up beside him.  
  
I smiled, turned, and left.  
  
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~  
  
I woke blinking groggily, feeling a vague notion that something was off. I looked up in the air, seeing that Kitty was holding something gray in her hands and looking down at me in shock, her hand over her mouth, staring at my chest.  
  
I looked down at my chest myself, seeing blue and red. I frowned, then it dawned on me.  
  
_Didn't I have a gray shirt on?_  
  
I let my head hit the bed again.  
  
"Crap."  
  
I looked back up, into Kitty's very wide eyes.  
  
"I've got some explaining to do don't I?" 


	3. Explanations

Chapter 2 - Explanations  
  
I was frightened.  
  
Well, weirded out was more like it, the look on Evan's face as he stared at me like some form of demi-god was a little disconcerting, especially paired with the confused stare from Rogue and the patented 'evil-death-glare' I was getting from Jean. Kitty seemed to still be in shock. Pretty much the same look as Evan, but her eyes didn't have that glazed over adoring quality to them.  
  
They were also all still staring at my chest.  
  
_Mental note. Continue to wear baggy clothing constantly._  
  
I darted my eyes around the room nervously, looking for a likely exit. The silence was starting to get to me. Jean's eyes narrowed.  
  
"And you didn't tell us about this?"  
  
"Um… no?"  
  
She seemed exasperated and pressed her hand to her forehead.  
  
"Why?!"  
  
"Um, look, I was going through a difficult time when I came to the institute. I, in all honesty, wanted to put it behind me. I…"  
  
At this point I sighed and trailed off.  
  
_Time goes by so fast… Has it really only been a few months since it happened?_  
  
Kitty spoke now, her voice soft.  
  
"What exactly did happen Peter? The Professor and Logan didn't tell us much. Just that you didn't have anywhere else to go…"  
  
"I… Evan, you do it. You probably know about as much as I do…"  
  
Evan swallowed and nodded.  
  
"The last time anyone saw Spider-Man in costume then, he was fighting the Green Goblin. The Goblin crashed into a house and it exploded…"  
  
I nodded and took over.  
  
"Yeah… In the house were my girlfriend, my aunt, and her aunt. The Green Goblin's real name was Harry Osborn, who was one of my best friends before it all happened."  
  
I paused then, out of respect for the dead, grief, guilt and a million other things before continuing.  
  
"The Professor confronted me about it when you were on your way back from your first encounter with the Six. We had a few talks, but I was never really comfortable with the idea of putting my mask back on until right at the end there."  
  
Jean nodded slowly, and Rogue asked the question I'd been expecting.  
  
"How exactly did you survive the explosion?"  
  
I smiled a little for the first time in the conversation.  
  
"Well, Mysterio not knowing I was Spider-Man helped a lot. He underestimated me. I was almost to the door out of the Cerebro chamber when the bomb went off, and that entryway is fairly solid. I was knocked unconscious, and some debris covered me, but I wasn't really crushed by it."  
  
Jean frowned.  
  
"I couldn't sense you. Even your subconscious mind would have given me _some_ indication that you were alive."  
  
_Okay… That is a little weird…_  
  
I thought for a moment.  
  
"Well, this is just a thought, but Cerebro takes a lot of concentration to use right?"  
  
Jean nodded in response.  
  
"Well, if it takes so much concentration, I know _I_ certainly wouldn't want just anyone waltzing into my mind at critical moments. Maybe it's shielded against outside interference."  
  
Then I frowned for a moment.  
  
"Well, it has to be actually. How else can you explain Magneto's helmet?"  
  
Jean nodded a little more thoughtfully.  
  
"That _does_ make sense…"  
  
I let out a huge yawn, cutting her off. I blushed sheepishly.  
  
"Sorry, sleep deprivation's a killer."  
  
Kitty frowned at me.  
  
"And just what have you been doing for seventy-two hours."  
  
I blinked.  
  
"Looking for the Sinister Six. Why?"  
  
She smiled.  
  
"Just wondering."  
  
I shrugged.  
  
"Anyways, I spent seventy-two hours tracking down every thug, rat, and friendly cop I could find, then I started checking their old hideouts. They aren't in anyplace they've been before."  
  
I paused again, thinking about it.  
  
"Then again, I suppose they wouldn't be, but it couldn't hurt to check. Ock's a perfectionist, he wouldn't want to get caught because he used a base he'd used before."  
  
Jean sighed.  
  
"Well, at least you were trying, though I really wouldn't have minded some quick answers. And now we've got someone else to help look."  
  
I nodded and looked around.  
  
"I actually had a few more people I wanted to talk to. What time is it, anyways?"  
  
Rogue shrugged.  
  
"Around noon."  
  
_Crap._  
  
"Oh boy. I have to get back to Johnny's. I need to get some clothes."  
  
"And this is so urgent because…"  
  
I sighed and gave Jean a sheepish look.  
  
"Because I can't go to a dinner party in street clothes. I have to have a tux fitted."  
  
"You're going to a _party_?!"  
  
I chuckled.  
  
"That was about my reaction when Johnny asked me to come with him. But as it turns out, a lot of the people who know who I am will be there. People who make excellent contacts."  
  
Her eyes narrowed.  
  
"Such as…?"  
  
I sighed. I obviously wasn't going to win this one without a fight.  
  
"It's the party being held at Tony 'Iron Man' Stark's mansion. Besides the host, there'll also be DareDevil, out of costume naturally, but Johnny says he's on the guest list, Colonel Nick Fury, Doctor Strange, Thor, possibly a few others."  
  
Evan was grinning ear to ear. I was a little worried about his head falling off. Jean, Rogue, and Kitty's eyes were as wide as saucers. Kitty managed to choke out a response.  
  
"And who is this 'Johnny' that he got invited?"  
  
I grinned.  
  
"Jonathan Storm, better known as the Human Torch of the Fantastic Four."  
  
Jean was the first of the girls to recover, while Evan's smile just got wider. I grinned back.  
  
"A lot to take in at once, I know, but like I said, I should be going…"  
  
She nodded, then looked concerned.  
  
"Do you think they'll have the time, or willingness, to help us?"  
  
I shrugged.  
  
"Probably. The Avengers probably won't know much, this isn't exactly their sphere of influence, but it can't hurt to ask. DareDevil is a more likely source of information, and he'll appreciate the heads-up that they're in the area, if he doesn't know already. Colonel Fury always likes to keep tabs on people like the Six, and Logan from what I've heard. Doctor Strange is always good at finding unusual information. If he wants to help you. That's always the key with him. He usually has something better to do, on a more keeping the universe intact kind of level, but, again, it can't hurt to ask."  
  
She nodded. The others seemed to be recovering. Evan's smile was so bright it was blinding.  
  
"Man, I wish I was going. That'll be so cool!"  
  
I rolled my eyes.  
  
"That's why you're not coming. This is supposed to be discrete, and I can't have you running around asking for autographs."  
  
He blushed a little.  
  
"Sorry."  
  
Kitty smiled.  
  
"Don't be too hard on him Peter. I mean, I kind of wish I was going with you, too. I mean, that's really going to be a fancy party."  
  
_Whoops, almost forgot…_  
  
I blinked, then blushed.  
  
"Well, um, _would_ you like to go with me?"  
  
Her eyes widened.  
  
"You mean you _can_ bring someone?"  
  
I blushed some more.  
  
"Well, um, I kind of told Johnny that I'd find a date myself of go stag rather than subject myself to whatever floozy he picked out."  
  
She blushed too.  
  
"I'd love to go… I-If it's okay that is…"  
  
She shot a hasty glance to Jean at the end there. Jean smiled a little.  
  
"I think we could all use a little relaxation. Go ahead and go."  
  
She looked at the others.  
  
"I think _we'll_ use this time to try to find the Acolytes. We'll need all the help we can get on this."  
  
I smiled.  
  
"Different tactic this time?"  
  
She grimaced.  
  
"The moment at which you caught on the street was pretty stupid, I admit. We really should be working together on this. We just… lost sight of that."  
  
I nodded and smiled.  
  
"Glad you understand."  
  
I looked at Kitty.  
  
"We'd better get over to the Baxter Building if we're going to be ready by tonight."  
  
She nodded, then frowned.  
  
"So how did Johnny come by three extra tickets? I wouldn't think that the guests would be able to invite just anyone."  
  
I smiled.  
  
"Dr. Richards, Sue, and Ben are on another planet negotiating some peace settlements."  
  
"Why isn't he with them?"  
  
I rolled my eyes.  
  
"Because it's not a great idea to bring a man who spontaneously bursts into flame to a planet where the year round temperature is low enough for the resident species to stably build all of their buildings out of ice. Kind of disrupts the proceedings when the floor melts out from under the guests."  
  
She giggled.  
  
"Oh."  
  
We walked out of the room, hand in hand. I wasn't quite sure when it had happened, but I certainly wasn't complaining. Stepping into the elevator, I hit the button for the ground floor.  
  
_Some days it's actually good to be me._


	4. Name Dropping

Chapter 3 - Name Dropping  
  
"_Wow_. I mean, just _wow_!"  
  
I rolled my eyes.  
  
"Try not to be _too_ impressed Kitty."  
  
She rolled her eyes at me. She was wearing a pink dress that glittered as the light reflected off of it. I was wearing a more or less standard tuxedo, but the bow tie was red with a blue inset.  
  
_Johnny has quite the sense of humor._  
  
Johnny, a bubbly, giggling blonde on his arm arched an eyebrow.  
  
"You don't seem that impressed. Been here before, Pete?"  
  
I chuckled nervously and fought down a blush.  
  
"Let's just say that you guys weren't the only organization I 'applied' to."  
  
Johnny winced.  
  
"Ouch."  
  
"Yeah…"  
  
Kitty looked between us, a little confused. I would have been surprised if the blonde had even heard the words coming out of our mouths.  
  
"What happened?"  
  
Johnny waved his hand dismissively.  
  
"The story of how Peter and I met is a story for another time, Ms. Pryde."  
  
I nodded.  
  
"Let's just say for now that my early days had a few moments I'm not proud of."  
  
I spotted a familiar black eye-patch out of the corner of my eye.  
  
_And he's safe!_  
  
Before Kitty could make another comment, I started steering us away.  
  
"Duty calls, Johnny, you know how it goes."  
  
His eyes became distant for a moment.  
  
"Yeah. I know. I think we'll drift around a bit as well."  
  
He led the blonde off towards were Tony was talking. Tony was dressed outrageously as usual. He didn't have the helmet on, but he was in an obviously custom Iron Man suit that was slightly redesigned on the exterior to resemble a tuxedo. They got on well, as Tony and Johnny had similar attitudes towards life despite their age difference.  
  
Colonel Fury looked decidedly uncomfortable inside his tuxedo, which I was sure was wired with so many protective measures that only Tony's suit probably outclassed it. His one good eye widened at our approach.  
  
"Mr. Parker… It's… unusual… to see you here considering your current circumstances."  
  
I sighed inwardly. Fury was the soul of discretion, and it sometimes made moments like this awkward.  
  
"I trust you know that I've been… away… recently."  
  
He nodded.  
  
"I know. I know where you were, and that you're currently without quarters, but what I don't know is what you're doing _here_."  
  
I nodded.  
  
"It seems that a certain six individuals decided to do some remodeling to the place."  
  
He grimaced. Kitty looked a little lost, and I was getting a little frustrated.  
  
"Okay, that's something I didn't know either."  
  
He looked at us a little more carefully, and seemed to be considering something. I spoke up before he said something else cryptically.  
  
"Relax Fury. This, in case those detailed files of yours don't come illustrated, is Kitty Pryde."  
  
"Ah. Well, to be blunt, then, revenge isn't your thing kid. You'd more likely be trying to help rebuild the place. What _else_ happened?"  
  
"They made off with hostages, including Professor Xavier and Logan."  
  
He stared off into space for a moment, nodding.  
  
"Hmmm. Well, I don't know where they are, that's for sure. Good luck though. I'll see what I can find in either case."  
  
I nodded.  
  
"I trust you won't mind if I ask around?"  
  
"Would you listen if I said otherwise?"  
  
I grinned.  
  
"Probably not. See ya Fury."  
  
"Yeah, you too kid."  
  
As we walked off I sighed.  
  
"Well, that was a bust."  
  
She sighed as well.  
  
"Yeah. This isn't looking too good is it? SHIELD is supposed to be a big top secret organization, isn't it? And if they don't know…"  
  
I shook my head.  
  
"There's a reason you don't see SHIELD officers on every street corner. If Fury doesn't know about it, then it's probably not a world wide conspiracy, that's all."  
  
She looked a little brighter at that.  
  
"Yeah, maybe…"  
  
I marched off, Kitty trailing behind me.  
  
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~  
  
I didn't know what it was, but Peter seemed… different… tonight. Usually he was all smiles and jokes, often not stopping even when good taste said otherwise.  
  
_But tonight…_  
  
Tonight he seemed almost the opposite. He was grim and a little moody, and he was walking around the room like he was on a mission.  
  
_Which we are I suppose, but I don't know if this is a good attitude to be having right now. Someone's bound to notice…_  
  
And notice someone did. A man wearing dark glasses and using a cane came up behind us, a beautiful woman on his arm. He grabbed Peter on the shoulder and moved him around.  
  
"If you don't calm down Pete, you'll break something…"  
  
Peter's face softened from a set frown to a sheepish smile.  
  
"Sorry Matt, I'm a little stressed right now."  
  
The man chuckled.  
  
"I could tell. Now, why don't you introduce me to the young lady over here…"  
  
Peter blushed a little.  
  
"Matt Murdock, this is my date, Kitty Pryde."  
  
I held my hand out to shake, but he swooped it up and kissed the top of it. I giggled a little. A glance out of the corner of my eyes told me Peter was fuming. Matt's date on the other hand, cuffed him slightly across the back of the head.  
  
"Do not go attempting to sweep her off her feet Matthew. She's only a teenager. Besides, young Peter looks ready to burst…"  
  
Matt released my hand with a mock sigh. Peter nodded his head.  
  
"Kitty, this is Natasha Romanoff, she works for the Colonel. Ms. Romanoff, I apologize, but I think I might need to steal a moment of your date's time."  
  
'Ms. Romanoff' arched a delicate eyebrow as Peter and Matt walked off talking. She turned to me.  
  
"Matt and I _had_ noticed you and Peter talking to Colonel Fury earlier. Might I ask what about? If Peter is talking to both in one night it cannot be good."  
  
"I nodded, and since Peter seemed to trust her, I told her everything, but I hesitated when I came to Peter's identity."  
  
She smiled a little.  
  
"Relax. I know the color of Peter's underwear if that's hanging you up."  
  
I blushed.  
  
_I never quite thought of it like that…_  
  
"Well, that's still pretty much it. We came here looking for answers…"  
  
She nodded.  
  
"That would explain much. Death and destruction follow those six like a plague. I certainly don't know anything, but I'm not sure if Matt does…"  
  
I was a little embarrassed to ask, but did anyways.  
  
"Um, who _is_ Matt exactly? Peter never mentioned him…"  
  
Natasha nodded. She looked me square in the eyes.  
  
"And well he should not have. Matt's identity is not his to give. He has been entrusted with it, and it is not his place to decide if you are worthy to know it."  
  
I blushed, and she smiled a little.  
  
"But you are young, and still new at this."  
  
I arched an eyebrow of my own.  
  
"And Peter isn't?"  
  
She sighed.  
  
"That one is old far beyond his years…"  
  
"What does _that_ mean?"  
  
She shrugged.  
  
"He has known warmth, happiness, and love. He also knows what it is to have those things ripped from you in an instant."  
  
I knew getting details from her was out of the question, but I couldn't stop wondering about it, even after Peter and Matt came back and we walked off, looking for someone else to talk to.  
  
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~  
  
Dr. Strange was a man I had a lot of respect for. I knew that even with my intelligence I would never understand half the things he did, and he would probably be able to easily explain even the most convoluted of scientific theses, given he had been a scientist of some repute before he turned to magic.  
  
In any event, he listened carefully to our story, a concerned look upon his face. He looked at me, giving me one of his looks that said he was going into lecture mode.  
  
"Peter, how much do you really know about psychic abilities?"  
  
"They let you do things with your mind you wouldn't otherwise be capable of."  
  
He nodded.  
  
"Not much about the mechanics then."  
  
I scuffed my shoe on the ground.  
  
"Not really Doc."  
  
He nodded again, and opened his mouth to explain.  
  
"Psychic abilities interact with the astral plane, to read information, or move an object, among other things…"  
  
The Doc was a frequent traveler of the astral plane, I knew that much.  
  
"…so I have, in fact, encountered Professor Xavier there…"  
  
This was a good sign. The Doc would be happier to help us if there was someone else he knew involved. He decided to finish, cutting it short for once.  
  
"…so I will attempt to help you find him. It is not a guarantee however. If he had not contacted you himself, then it is likely that he is unable to reach the astral plane at all right now. But there are other things I can try. Come by in a few days, and I'll tell you what I've found."  
  
I nodded, said goodbye, and Kitty and I wandered for a bit. Matt hadn't known anything either, but the six were a definite cause for worry, so he promised to look into it.  
  
The work portion of the evening completed, I was finally able to relax, and Kitty and I actually managed to have a good time before we left, even if Tony and Johnny did delight in embarrassing me to no end. 


	5. Crossing Paths

Chapter 4 - Crossing Paths  
  
"Well, well, well… To what do we owe the pleasure, ladies?"  
  
I smirked confidently over at the ladies… well, two ladies and one gentleman over in the doorway. Daniels didn't look too happy at my greeting. I leaned back in my chair and propped my feet up on the table, pausing only to absently shuffle my deck from hand to hand. The X-Men were dressed deceptively in civilian clothing.  
  
Pietro, Pyotr, and Lance were lounging in other places around the room. They were lounging to give an expression of indifference to whatever threat the remaining X-Men might impose, but they were also strategically placed to give us a slight advantage in having them surrounded should it come to down to it. They still had the door to their backs, but Pietro could easily fix that if the time came.  
  
It had come as a surprise, really. We were pouring over the limited mutant detection systems we had, nothing compared to the former Cerebro but still nothing scoff at either, looking for any sign of Magneto, Saberooth or Pyro. Probably pointless, but it was really the only chance we had right now.  
  
"I told you - we just want to talk."  
  
I had just gotten frustrated enough to contemplate charging and detonating the computer banks when it came. Jean Grey, speaking inside my head, asking to come in.  
  
_Wanted to parley, she said. Now we'll see if it's true…_  
  
I actually wasn't all that interested in working with her and what was left of the X-men. What I was interested in however, was whether or not she had any information we didn't. That was worth something. I narrowed my eyes.  
  
"You seem to be down another teammate Ms. Grey."  
  
She shrugged off hand.  
  
"Kitty's away for the evening. Gathering more information."  
  
I nodded slowly. I didn't know if it was the truth or not. On one hand, the X-men weren't the type to lie, and on the other, it was only prudent to have someone waiting in the wings.  
  
"Well then, why exactly are you here? You know we wouldn't be sitting here if we knew something you didn't…"  
  
Her turn to nod. Rogue and the boy were still tensed for battle.  
  
_Which is good for them. Because I still haven't figured out if that fight's still going to happen yet._  
  
"That's true, but the fact of the matter is that as long as we continue with the rescue plans we'll be in danger."  
  
She narrowed her eyes and looked at me before continuing.  
  
"_All_ of us.  
  
"I don't think either one of us can afford to have our teams wandering around alone."  
  
"Why not? You let Kitty go walking off."  
  
I shot a sharp glance over to Avalanche, but the statement was already out there. Jean's eyes narrowed in response, then she gave a short laugh.  
  
"Ironically, she's safer where she is than we are here. There's nothing to worry about."  
  
I arched an eyebrow, but let it pass. Then I straightened in my chair, one hand supporting my chin in a contemplative fashion.  
  
"I still don't see why we should want to help you at all Jean, I can call you Jean can't I? You don't exactly have the best track record against the people we're up against."  
  
"Neither do you."  
  
I glanced back at Rogue. I sighed.  
  
"True Enough. Stand down boys."  
  
Lance looked at me like I was insane.  
  
"You're just going to let them walk in here? I'm not! Magneto's got it in for me as it is! No way I'm letting them in!"  
  
I looked over at him, glaring.  
  
"Listen here boy. I don't like being ordered around. You want to stay alive? Then you listen to me, and I say they get to stay. You don't like it, you can leave and fend for yourself."  
  
Lance just gulped and backed down nervously. I turned my attention back to the X-Men.  
  
"We call a truce. For now. But the moment this is over…"  
  
Jean nodded instantly.  
  
"That's more than fine with us. We don't want to be here anymore than you want us here."  
  
I motioned off towards the stairs up with a wave of my hand.  
  
"Pyotr, show them to their rooms. Quicksilver!"  
  
Pietro paused in mid-dash towards Evan Daniels.  
  
"What?"  
  
"Stop. We have a truce; don't violate it. Or you answer to me, and to Magneto when we get him back."  
  
He sighed and wandered off at a comparatively slow speed. When they were out of sight, I sighed and covered my eyes with one hand.  
  
_No matter how this goes, Magneto is _not_ going to like this._  
  
A few moments later, Rogue came back down. I grinned at her.  
  
"So, you want me to send someone down to where ever you were staying and grab your things for you?"  
  
She just looked at me.  
  
"What things? We barely got out with our lives. The only things we have are the clothes on us, which we could barely afford, and our tattered uniforms. Which we have on underneath these by the way…"  
  
She paused to take the yellow gloves out of her pocket and flash them at me. She took off one of the black gloves on her hand.  
  
"Whoa now, I don't bite, Rogue."  
  
"I know."  
  
She put on the yellow ones instead of the black. I arched an eyebrow in question. She rolled her eyes.  
  
"The black ones are inconspicuous, but uncomfortable. But with everything going on…"  
  
"Inconspicuous is the order of the day."  
  
"Exactly."  
  
Jean came down then.  
  
"Rogue? Rogue… Oh, there you are."  
  
She looked back up.  
  
"You need something Jean?"  
  
"No, just making sure where you were."  
  
She left it unsaid that she didn't trust us, and I couldn't blame her. She focused her attention on me.  
  
"Is there something that blocks radio waves from leaving this place?"  
  
"No, why?"  
  
She grimaced.  
  
"Kitty and Peter are late. If the signal on Evan's tracer isn't being blocked…"  
  
Rogue smiled.  
  
"They probably just got caught up in the party Jean, relax."  
  
_Party? Peter?_  
  
"There something you're not telling me ladies?"  
  
Rogue waved her now yellow-gloved hands dismissively.  
  
"Kitty and Peter are out looking for more information that just happens to be at a party."  
  
"And who's this Peter?"  
  
Jean gave a small smile.  
  
"The guy who beat you up last night."  
  
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~  
  
I sat on the edge of the Baxter Building, back in my Spider-Man uniform, looking out at the sky.  
  
"Tonight's been a bust hasn't it?"  
  
I turned back to see Kitty, back in her uniform, civies draped over her arm. I smiled underneath my mask.  
  
"Not really. We got a few leads, and that's better than nothing, right?"  
  
She smiled a little.  
  
"I suppose, but sometimes I think I can actually feel the time slipping through my fingers. It's depressing."  
  
I let out a small sigh.  
  
"Racing a clock never is. But unless you focus, you can't do anything. We did our best, and now it's time to find the others and regroup."  
  
I yawned.  
  
"It's also time to rest. We can't do anything productive if we burn ourselves out."  
  
She smiled wanly.  
  
"I guess you're right. We should go find the others before Jean gets too worried."  
  
I held out an arm to her and blushed red as a tomato when she wrapped her arms around my neck and I closed it, grabbing her. Then I jumped. A quick line of web-fluid later and we began swinging through the city. Getting to the hotel wasn't a problem, but I kept swinging by, heading for the 'bad' side of town. Kitty was a bit confused.  
  
"Um, Peter, hotel's back there…"  
  
"I can't feel the tracer. They aren't there. We'll have to try elsewhere."  
  
"Oh. I hope nothing's happened…"  
  
"Me too."  
  
Getting to the same rooftop I'd watched the X-Men and the Acolytes start fighting from the night before, I set us down and stopped.  
  
"This is as good a place as any to start looking."  
  
She looked at me, the moonlight shining down on her, making it a little hard to think clearly.  
  
"You getting anything?"  
  
I shook my head to the negative.  
  
"No, but who knows what kind of shielding the Acolyte place has if they found it."  
  
She smiled a little.  
  
"True…"  
  
Then, she straightened, as if coming to a decision. She walked over to me. I stood straight as an arrow and stiff as a board. My Spider-Sense wasn't tingling, but other pieces of my head were screaming out warnings like sirens. She got closer, my eyes widening inside the one-way plastics on my mask. She put her hand at the bottom of my mask and lifted it. I placed my hand on hers gently. She just smiled.  
  
"Shhh…"  
  
Then, she lifted it, exposing the lower part of my face. She leaned in and kissed me. I was stunned slightly, then relaxed a little, and let myself enjoy it, my hands moving around her waist.  
  
I should never have let my guard down. That's always when life hits me hardest. A voice came from behind. My eyes completely bugged out at the sound of its familiarity, and I broke the kiss.  
  
"Hello, Spider."  
  
I shut my eyes, hoping that if I did that and didn't turn around, it would turn out to be a figment of my imagination. I swore lowly, and continued in the same tone of voice.  
  
"Not her, anyone but her…" 


	6. Black Cat

Chapter 5 - Black Cat   
Heroes aren't supposed to swear. They really aren't. They're supposed to say silly things like 'golly-gee' and 'jeepers' and throw in the occasional 'tiddly winks'. It's in the manual someplace, the one that comes with the costume…  
  
But I digress. There are simply certain codes of conduct we're supposed to follow. And I was breaking several of them simply standing there cursing up a storm in front of - get this - Shadow Cat and Black Cat.  
  
That's another rule in that infamous book. You're not really supposed to have a name that's that similar to someone else's, or it makes life confusing as… well, there I go again with that swearing thing. I suddenly realize that the rooftop is _really_ quiet. No one's saying anything. Then, someone speaks, and it only gets worse.  
  
"Who is _this_?"  
  
The tone of Kitty's voice is beyond dangerous. She's gonna blow up no matter what happens from here, the best I can hope to do at this point is aim it away from me. I pull down the hood of my costume a little hastily and turn halfway.  
  
"Um… Shadow Cat… meet Black Cat…"  
  
_Introductions suck… along with the rest of my life. And I was actually having a decent night for once. That'll teach me to have a positive outlook on life…_  
  
The talking hadn't broken the tension; in fact, it had added to it. Felicia and Kitty stood there sizing each other up. I put a strangle hold on Spider-Man for now. Bad jokes about catfights were not what I needed right now. Geeky Peter Parker needed to take the fore here. I needed an answer. A solution. I needed a way out of this with my life and perhaps a few shreds of my ego intact - I'd already consigned my dignity to a long and torturous death.  
  
And there it was… I nearly smacked myself for my stupidity. The last time I had seen her she was still a wanted criminal. It was jewel theft, and said jewels had been returned, but that hardly mattered right now. I just needed a way out. I turned my voice a shade dangerous.  
  
"Okay, Cat. Go down to a police station and turn yourself in. You can do it peacefully, or I can take you in myself. Your call."  
  
She didn't exactly give me the reaction I was hoping for. She laughed.  
  
"And what makes you think you can take me Spider? You never could before. You always seemed to have… problems…"  
  
With that last she stuck out her well-developed chest. She was *cough* an early bloomer. I gave myself a shake to get out of it. I could feel Kitty's heated glare on me, and I prayed that my death would be quick.  
  
"That doesn't really matter. You're going in Cat. One way or another."  
  
She grinned, and I grimaced under the mask. Then, without warning, I jumped at her, determined to bring her down. She jumped backwards as well, vaulting off the building and firing a grappling hook out and swinging away. I didn't bother to chase her. I turned back to a seriously pissed Kitty Pryde.  
  
"Peter… No, I'm not going to talk about this now. Let's just find the others."  
  
I nodded. She was being calm about this, and that was good. Problem was _I_ wasn't going to wait to clear this up. Waiting proved to be bad in most cases.  
  
"She's a thief. Jewel thief mostly. Never threatens anyone's lives though."  
  
"Looked like more than that to me…"  
  
I sighed.  
  
"She was also my first girlfriend. After a time I knew who she was and she knew who I was… that's a story better left for another time. But I will say this. I don't like her in that way anymore. I do still care about her, but not like that."  
  
She offered me a sad half smile in return, and I sighed silently to myself inside my costume. I went to the side of the rooftop and offered my arm again.  
  
"Let's go."  
  
She came over and again went red, but not as red as before, as she stepped into my grip. I jumped over the side and shot out some webbing. She whispered something into my ear as we sailed down.  
  
"We're going to have a long talk about this later Peter…"  
  
I let out a muffled 'eep' in response.  
  
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~  
  
_Jean I hope you can do something about this, because I don't think we're going to have much luck in here._  
  
It was late, and I was the only one up. I had watch duty. If something happened that we could take advantage of, the person on watch did it. Since we were powerless, I pretty much made it moot as far as powers went. The majority of us were in a single holding cell with a honest to god force field right out of Star Trek or something. The Professor and Magneto were in another, and Sabertooth and Wolverine were strapped down to tables to keep them under control. All in all a pretty spiffy arrangement.  
  
_If you're on the outside looking in that is._  
  
I still didn't understand why they had taken us - other than the fact that someone was paying them a lot of money for us.  
  
_Okay, so I understand them but I just wish I knew who hired them._  
  
For the most part only two of them watched us. Doctor Octopus and Mysterio. I was a little curious as to why only they were ever present, but I soon realized that it was because they didn't trust the others. I glanced around the room. The pinkish lighting seemed limited in its ability to reverse mutations. While neither could use their abilities, Kurt and Sabertooth were still… unique in their appearance. A sudden growling caught my attention. Doctor Octopus was lecturing Electro.  
  
"… and no, I mean NO deficiencies in your attentions Max. I have to meet with our employers about the time remaining in their schedule. As much as we're getting paid, this is beneath us to do. They will give us something worthy of us, or be denied."  
  
"Yeah, yeah. I can handle it already. You worry too much Doc. I can watch a bunch of powerless kids, no problem!"  
  
The small man's eyes narrowed.  
  
"There had better not be Max. You're on duty until Mysterio relieves you."  
  
Then he stalked out.  
  
Electro sat there for a while. Then, after an hour or so had passed, he started playing with his abilities, making sparks jump from finger to finger. After awhile, bored of this, be started making freestanding static images, tailoring them to his tastes.  
  
Then, bored even with this, he made the images start moving. After he started doing this, he started making the animated electricity move faster and faster. Then, almost predictably, he lost just the lightest amount of control, and one of them touched the force field containing us.  
  
It was then that all hell broke loose.  
  
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~  
  
I grimaced under the mask. Finding the Acolyte place was easy enough once I got within the tracer's range, but to find out that they knew who I was…  
  
I sighed, and shook my head. It was bound to happen, as the X-Men and Acolytes knew each other's identities, but it still irked a bit that Jean hadn't asked first.  
  
_And Kitty's still saving that talk for 'later'…_  
  
I shuddered, then stiffened as I felt the minor pulse from my Spider-Sense that told me someone was watching me. Not wanting to be too obvious about it, I turned to find myself looking at Black Cat.  
  
_Perfect. I need this like a hole in the head._  
  
"What do you want Cat?"  
  
She jumped down, landing behind me.  
  
"I want…"  
  
She paused a moment, then continued.  
  
"I want to know what exactly is going on here. Just who _was_ that girl?"  
  
I smirked under the mask, but managed to keep it out of my voice.  
  
"You sound almost jealous, Cat."  
  
She sighed then, and walked past me, back to the edge of the rooftop.  
  
"What happened to us, Spider?"  
  
"You're a thief. It would never have worked."  
  
She spun, anger in her eyes and voice.  
  
"That wasn't my idea and you know it!"  
  
"Maybe not. But what would you have done even if you hadn't been forced Felicia?"  
  
She narrowed her eyes.  
  
"If I hadn't been forced, I would never have had the ability in the first place!"  
  
I didn't like it, but I backed down. The argument was going nowhere, and the fact of the matter was, she was right. Then I sighed.  
  
"But that isn't the reason it wouldn't have worked anyways."  
  
Her voice was softer now.  
  
"Then what was it, Spider? Where did we go wrong?"  
  
I laughed, a short, sad bark.  
  
"The fact that you can't figure it out is a part of it."  
  
Then I jumped over the ledge, heading back to the Baxter Building. I seriously needed to unwind before I hurt someone.  
  
_I hope we can go home soon._  



	7. Tutor

Interlude Part 1 - Tutor  
  
I let my body stretch itself as I swung through the air. I had just got done putting away some guy who called himself 'Doctor Octopus', taking a real beating in the process.  
  
_I hope I never run into him again…_  
  
Then I sighed. I just knew that this was going to be the start of something bad. The end of bad one thing is always the beginning of another for me.  
  
_I just hope I get a few days to recover this time…_  
  
I headed home, praying that my recuperative powers would help me recover enough that Aunt May wouldn't worry. I sighed.  
  
_No fourteen-year-old should have to deal with powers like these._  
  
But have them I did, and I had a responsibility to use them to help others. I couldn't fail in this. Whenever I failed, the people closest to me always paid the price.  
  
I shook off my train of thought as I closed on Forest Hills. Those kind of thoughts wouldn't help me right now. I chose a different route into the Forest Hills area as I did every time, even circling it once or twice before my Spider-Sense gave me an all clear. With no one watching, I dropped off the web-line onto a neighborhood roof.  
  
_Old Mrs. McLellan's place if I remember correctly. Rumor has it that her cats will inherit the house if she dies._  
  
I grinned under my mask as I jumped to the next roof. I tried to never use webbing in my home area, jumping from roof to roof when no one was watching. It was a bit of a pain, but it kept my identity safe.  
  
When I finally reached my room, I got out of the suit and collapsed on the bed, going unconscious with a few final thoughts.  
  
_School is not going to go well tomorrow. At least tomorrow's Friday._  
  
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~  
  
"Mr. Parker, I know you have an A in this class, and could probably teach it, but please at least _attempt_ to stay conscious during my lecture if you wouldn't mind."  
  
I blushed as all of the other kids laughed at me, and I straightened up. I hadn't gotten nearly enough sleep last night after Ock's rampage, so I was running on a couple of cups of coffee, but I'm pretty sure that Aunt May's been substituting with decaf lately. In any event I managed to remain conscious enough to answer Mr. Slemmings questions, even if I did manage to yawn in the middle of every one of them. When the bell rang I left to go change my books from my locker. I had the door open and was reaching in when someone called my name.  
  
"Parker, wait up!"  
  
I couldn't quite place the voice. It was female, that much I could tell, but no one really associated with me, especially girls. The only person who usually did was Harry, the shy and introverted son on multi-billionaire Norman Osborn.  
  
_Unless there's a prank or a bet going on that is…_  
  
Turning around, my eyes bugged out at the person hailing me.  
  
"F-Felicia?"  
  
Felicia Hardy was perhaps the most famous and popular girl in our year, and possibly the school.  
  
_Which means she has absolutely no logical reason to be hanging out with geeky Peter Parker, dork wonder of the universe._  
  
She walked forward and leaned against the locker next to mine. She continued as if I hadn't spoken.  
  
"Listen Parker, a couple of the girls and I aren't exactly as good as you are in biology, so I was wondering…"  
  
I narrowed my eyes in suspicion.  
  
"I won't cheat for you."  
  
She looked shocked at the suggestion.  
  
"Are you kidding? Daddy would kill me if he found out I did something like that! No, we just wanted a little help… studying, that's all."  
  
"Oh. Well, I still don't think I can. I have a busier schedule than most people would believe."  
  
She put a coy smile on her face and stepped a little closer, her mouth parting into a pout.  
  
"Please…?"  
  
Her voice had a slight catch to it, and my mouth suddenly went dry.  
  
"Um, okay…"  
  
She smiled.  
  
"Great. Six o'clock tonight, my place. Don't be late, okay?"  
  
Then, after handing me a slip of paper with her address on it, she left. I just stood there for a while, looking in the direction she had gone. Harry came and clapped me on the shoulder.  
  
"Come on Pete! We're going to be late!"  
  
I finished the task of getting my books for English and followed after him as he hurried down the hall.  
  
_And why, Peter Parker, can't you say no to a pretty girl?_  
  
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~  
  
I stood outside Felicia's home with something akin to awe. It was smaller than I'd expected, but living space in New York was horrendously expensive.  
  
_But it's still the penthouse suite of one of the most luxurious places in Manhattan…  
  
Wonder why she goes to our school?_  
  
I had honestly expected trouble with the doorman, but apparently he was told to expect me, so I was able to get in without resorting to breaking and entering, always a bad way to start a tutoring session. The elevator made a 'bing' sound as the door opened and I got in. Several thoughts came to me as I rode upwards.  
  
_Why do all elevators make 'bing' noises?  
  
Why am I doing this?  
  
…And why in all of creation are the lyrics to 'Uptown Girl' running through my head?_  
  
The elevator made another 'bing' to signify that I had reached the penthouse.  
  
"Hello, Peter."  
  
A slight frown creased my face. Why did this guy know my name? That's right. I said 'guy'. Obviously not Felicia or friends. He was an older gentleman, about Aunt May's age, but looked like a tough old coot.  
  
"I'm sorry, I don't think we've met, mister…?"  
  
"Hardy. Jack Hardy."  
  
_Oh. Her father then._  
  
He smiled a little, and pointed to the far corner.  
  
"Felicia's in her room, it's right over there."  
  
Then he shook the finger at me warningly, but there was an amused twinkle in his eyes.  
  
"And no funny business, young man!"  
  
I fidgeted nervously a little, then nodded a little unsurely as I headed for the door. Felicia opened it as I approached and let me in. She grimaced.  
  
"Sorry about my father. He's a real bear sometimes. He's like that with every boy I've ever invited up here since hitting puberty."  
  
"Really? He seemed nice enough to me."  
  
She blinked, then muttered under her breath. I was pretty sure it went something like 'It figures that _you're_ the only one he ever liked…'.  
  
I glanced around; we were the only ones here.  
  
"Um, aren't there supposed to be more people here?"  
  
She growled a little under her breath.  
  
"There _were_. The moment they knew it was going to be _you_ here, they all cancelled."  
  
_Oh, that's a great way to make a guy who didn't actually want to come feel welcome…_  
  
Something must have shown on my face.  
  
"Oh no. You're not going anywhere. I'm going to pass that class if it kills me, and you're going to help. Now sit."  
  
I sat. When a gorgeous platinum blonde with serious cash tells you to do something, you do it. No questions asked.  
  
_Burning similarities to how I ended up here in the first place…_  
  
Attempting to teach something that came naturally to me was something of an issue, as at first I apparently glossed over several details that I should have started with, and that made it a little frustrating. Still, it wasn't all bad. I even got her to laugh at a few of my corny jokes. We broke it up at about eight, and she walked with me to the door. Just as I was leaving, she stopped me.  
  
"Tonight wasn't half-bad Parker. What do you say we do this again next week, same time?"  
  
While I was pretty sure that someone like Felicia Hardy could find better things to do with a Friday evening, who was I to look a gift horse in the mouth?  
  
"Sure."  
  
It came out of my mouth almost before I could stop it. Not that I really wanted to now anyways. 


	8. Thief

Interlude Part 2 - Thief  
  
I swung frantically through the air, trying to figure out what had happened, but it was too late.  
  
My third tutoring session with Felica had gotten off to a less that spiffy start. Specifically, it never started at all, what with the police ringing the building and smoke coming out of the shattered windows of the Hardy's penthouse apartment.  
  
But I still got into my costume and started frantically searching. But as usual, I came up with zero. Zip, zilch, nada, etcetera, etcetera, and so on and so forth.  
  
This, in turn, meant one of two things. Either, A, I'd never see her again, or B, this would all blow up in my face in one form or another. The thing I like about choice two is that it covers all the possible ways for this to go horribly wrong.  
  
It's horrible of me to say, but I was really rooting for choice two, because that meant she was probably still alive. Things blowing up my face, no matter how it happened, was always bad in the short run, but not seeing her again meant she was likely dead.  
  
And I really didn't like the thought of that.  
  
I shook my head and went deeper into town. It was time to shake down a few informants.

* * *

I turned up nothing for several days, and frankly, was beginning to panic. Things usually went to hell long before this. Thankfully, I was occupied by a string of jewel thefts in the area, so I had something else to do.  
  
Well, relatively.  
  
Running a stakeout on a jewelry store is more than a little boring, but tonight it seemed that my efforts would be rewarded. I spotted someone running over the rooftops towards the store. The moon wasn't out, but the streetlights were giving me a little ambient lighting this far above street level.  
  
I waited until the figure tried opening up the skylight before I acted. Jumping to the wrong conclusion had embarrassed me a time or two before.  
  
I ran and jumped over the street at the burglar, tackling him from behind. At least I had assumed it was a he. This proved not to be the case as my hands closed around a somewhat generous chest of the female persuasion.  
  
_Obviously this lack of moonlight is hindering my eyesight more than I'd thought._  
  
"Get your paws off me!"  
  
Despite the fact that I'd waited for her to show some signs of criminal intent, I was still embarrassed as all get out. So I let go and jumped back, hoping this wouldn't set some kind of trend. I chose a flippant remark to throw back at her.  
  
"Hey! I'm not some damn dirty ape, you know."  
  
There were several seconds of silence after that as she jus stared at me. I used to take a better look. She stood just a little taller than me, wearing a more or less skin tight black costume with white fur in places, which went well with the platinum blonde hair that went down her back. She wore a mask over the upper part of my face, and she was looking at me like I was several bricks short of a wall.  
  
How I'd missed that detail I'm not sure, but it was even more embarrassing than before. But, the silence was beginning to bore me, so I followed up.  
  
"Geeze, I know people don't watch the classics anymore, but you should at least know that line."  
  
She just stared harder. I tilted my head.  
  
"Hello? Planet of the Apes? Surely you've at least seen the Simpson's episode where they do the musical of it…"  
  
This time she visibly twitched. I didn't even need my spider sense this time to know to jump back as she tried to hit me. The claws were somewhat original though; I'd only seen that kind of thing a few times. Everyone else just uses their fists when I get too annoying.  
  
I backflipped once or twice to gain some distance on her, and then went in with a punch. It was dodged.  
  
_Typical._  
  
I'm one of those small time superheroes who can't seem to go more than a week without encountering someone who can probably clean my clock. As we trade a few more blows though, I come to realize her actual fighting skill was about like mine.  
  
Which means it was picked up watching a few too many kung-fu action flicks, and dependant on her super powered speed, strength, and reflexes more than anything else.  
  
Letting my ever faithful spider sense guide me around her clawed hands, I nailed her across the jaw. Unfortunately, I didn't have the foresight to note that this would carry her over the edge of the roof.  
  
_Whoops._  
  
So, I did what every hero is supposed to do for the damsel in distress, evil or not, and jumped over the ledge after her.  
  
She was going up as I came down, firing off some kind of grappling hook, and I fired off a web line to chase after her. This lasted a good ten minutes as she managed to stay ahead of me.  
  
Then, where she zigged, I zagged, and I managed to catch up with her long enough to nail a kick into the small of her back, sending her tumbling to a rooftop below. I dropped with her, just to make sure nothing bad happened.  
  
She hit, and rolled over just in time for me to land on top of her. I spread my legs a bit at the last second to avoid any more actual contact, and landed in a crouch leaning over her. She grinned at me this time.  
  
"Not bad, Spider…"  
  
Well, despite the fact that the sultry level in her voice could turn my legs to jelly, I managed to keep up, and fire off a witty remark of my own.  
  
"Thanks. Now how about rewarding my efforts by letting me tie you up and take you to the nearest police station."  
  
"Sounds… kinky…"  
  
I twitched internally. Obviously sexual innuendo _was_ going to become something of a habit for this particular bad guy… girl. Whatever.  
  
"Sorry. I don't do that kind of thing with people whose names I don't know."  
  
She reached for my facemask as she smiled. My spider sense wasn't saying anything, so I listened to the other instinct, shock, which made me freeze up and stay still.  
  
"The name's Black Cat…"  
  
Then she lifted the bottom part of the mask and pulled my down for a kiss.  
  
It was _now_ that my spider sense choose to scream. It had to battle with both shock and hormones for a second, so I was a bit to late to react when she flipped us both over and ran for the edge of the roof, jumping off. By the time my mask was down and I was over there, she was gone.  
  
I spoke to the now empty night.  
  
"Well… that was interesting."

* * *

Regarding the Hardy family disappearance, I had decided that a more proactive approach was needed. So, I started poking around, asking questions about who knew the Hardys. This didn't turn up much, but considering I did most of it as concerned friend Peter Parker, it was hardly surprising. Eventually, I went to the internet, and slapped myself for not doing it sooner. There it was.  
  
A front-page newspaper column on how Jack Hardy, the cat burglar, had been arrested.  
  
I nodded slowly to myself as I considered the facts.  
  
Jack Hardy was a cat burglar.  
  
The new cat burglar called herself 'Black Cat'.  
  
Felicia and Black Cat both shared hair and eye colors.  
  
This was hardly conclusive evidence, but it fit my life to a T. The only thing to consider was the slight difference in builds. Felicia hadn't been _that_ muscular when she'd been kidnapped I didn't think.  
  
Then I glanced down from the screen to my chest.  
  
_Then again… who knows?_  
  
Then I sighed and rose. Whether Felicia was the Black Cat, or someone was trying to pin it on her, was not the point. But it was enough to drop the bombshell at my next meeting with her and see where things went.  
  
I got up and left the building.  
  
This proved to be a mistake, but it was better than being in the building I suppose. Two men stepped out from the sides of the entrance of the library, and carted me into a car. Not wanting to clue off that I was anything more than a fourteen-year-old kid, I collapsed and pretended to be unconscious when they belted me in the back of the head a few times.

* * *

As they threw me into something that resembled a cell, I reflected on the irony of my life.  
  
_Ten bucks this has something to do with Felicia._  
  
This proved to be a safe bet, as I landed on her sleeping form. I rolled off immediately as she woke up. She looked at me in surprise.  
  
"Peter?!"  
  
"Hi Felicia."  
  
The door opened again before she had the chance to say anything, and they tossed in her father.  
  
"DADDY!"  
  
I helped her move her father onto a cot, then turned to her.  
  
"Can I ask what's happening yet?"  
  
"Peter… it's a long story…"  
  
"I don't think I'm going anywhere."  
  
She sighed.  
  
"Fine. This is a quick run down. Daddy's got a photographic memory, and he saw something he wasn't supposed to back when he was a kid. And this guy, Kingpin, wanted it. Daddy wouldn't do it, so he kidnapped us. Daddy gave it to him then, but he wasn't convinced it was real, so he had it tested… on me."  
  
My eyes widened a bit.  
  
"What… was it?"  
  
She bit her lip a little.  
  
"The super soldier formula…"  
  
_Oh boy… Kingpin with super-soldiers. That's not good._  
  
"So… why was I grabbed?"  
  
She looked away.  
  
"He was having me steal for him. I don't want to anymore, so…"  
  
"They took me in addition to your father."  
  
She nodded.  
  
_Great. Even when it's not me, it's me._  
  
Then, the door opened, and the fat man himself was outside.  
  
_Not my week._

* * *

Okay, any die-hard Spider-man fanatics will likely flame me for the use of the animated Black Cat's origin and powers, but that's the way it goes. I can't write bad luck powers well. It's either completely overwhelming, or it's too weak. Especially when you're dealing with a gut with Spider sense.  
  
Not pretty, so I took the easy way out. Besides, I personally like the super soldier powers better than that anyways. And it was a good way to do it.  
  
It's been a while since the last update, going on a year now, but I finally think I may have figured a way out of the whole I wrote myself into on the main story. I figure there's only one or possibly two chapters left on the interlude, so we'll be getting back to that soon enough.  



	9. Goodbye

Interlude Part 3: Goodbye

With moves that surprised me, Felicia screamed in inarticulate rage and suddenly seemed to get… bulkier, much like the girl on the rooftop I fought, and she rushed right for Fisk.

I winced as she got close to him. Fisk was a big guy, and I liked to tease him by calling him fatty and such, but the truth was that most of his bulk was solid muscle.

As angry as she was, it was pretty much a foregone conclusion that he could see the attack she was making.

He hit her before she hit him. Hard.

Felicia flew back and I managed to get in between her and the floor, trying to soften the fall. We both tumbled back, which gave the Kingpin's men time to enter the room, automatics loaded for bear. He smiled.

"Now, now, my dear. That really is no way to treat your host. But… I think I could see my way clear to let you go after one last job…"

She looked up at him, and I groaned inside.

"He's not going to let anyone go Felicia. Don't."

She looked back down at me.

"Sorry, Peter. There's no real choice here."

She looked back up at Fisk.

"What's the job?"

He smiled, and led her out of the room, closing the door behind us. As he left, I heard him say something else.

"Oh, just a little something special…"

* * *

My spider-sense told me that no one was watching the room, Mr. Hardy and I were trapped in, but I waited about an hour anyways. I sighed and looked up at the stereotypical ventilation system.

_I really hope he doesn't wake up…_

Getting into the cooling system was easy, but making sure that Jack Hardy stayed safe and didn't get too many bruises was significantly harder.

About halfway through, the alarms sounded, so I assumed they knew we were missing, but I managed to get us out of the building.

Now the question remained, what was I going to do with Felicia's father, who was bound to wake up sometime soon, while I went for my costume?

The penthouse was out, naturally, as was my house. The hospital was a no go; Kingpin's bribes could get him anyone out of there easily. A police station sounded promising, but then my name would be brought into it, and I really didn't need that.

But then…

I sighed. My name was already in this, after all I'd been kidnapped too.

_So… 'Spider-Man' rescued us, and then… what happened to me that I'm not with him. I can't be a part of it now, Aunt May will fuss over me and never leave me alone for a second once this breaks._

Hospital?

I'd need to be injured for that. While I'll admit it's likely for me to get seriously injured today, I'd like to think I'm better than that.

My train of thought was interrupted by a groaning next to me. I started to check on Mr. Hardy.

"Hey, are you alright?"

He looked at me blearily.

"Peter?"

I nodded. At least he recognized me.

"How are you doing?"

He slowly sat up and shook his head a bit.

"Okay… not good, but okay… where are we? Where's Felicia?"

"We're on a rooftop, sir. Spider-Man got us out of Fisk's place…"

He nodded, and stood up. Walking to the ledge, he took a look around.

"I recognize this intersection. Good."

He went over to the fire escape, really spry for a guy his age, and pointed when we got to the ground.

"You see that building over there, Peter, the one with the clock on it?"

I nodded.

"Yeah."

"Good. I own it, but not directly. Get inside. Fisk's people are probably looking for you."

I nodded, then caught his arm.

"What about you?"

He grimaced.

"I have to stop him. It was my fault he got the formula. He's going to have Felicia go after the materials to produce _more_ of them. I can't just leave it alone. Not when he's got my daughter. Go to the building, Peter. I'll try to collect you later. If you don't hear anything by tomorrow, well… it's your call."

I ran towards the building until he wasn't watching anymore, then I ran for home.

_Alright, from now on, I wear the costume underneath my clothes. This is just ridiculous._

* * *

Costume on, I swung back to Fisk Towers, and entered the way I'd left before, except this time I didn't go into the cell. I continued on a bit, before slipping into the hallway, and crawling along the ceiling.

It wasn't too long before I heard voices.

"Father!!"

_Nuts._

Well, apparently Jack had been caught, and the lack of scuffle coming from the room said there were a lot of guards, they were locked up pretty tight, or both.

_Well, here goes nothing…_

I edged closer to the door, moving slowly so that I'd have plenty of time to feel the peculiar tingle that said I was being watched. Reaching the door I felt nothing, as expected, and, this was where I got lucky for once, nothing as I touched the door with intent to open it.

Easing it open, I slipped inside, and skittered up among the works of what appeared to be a lab.

_Great. They wouldn't be here unless the job was done. So much for thinking Fisk'd wait for nightfall to strike. Criminals lack style these days… unlike yours truly._

Crawling around, I found them. A bunch of mixers and test tubes and burners. On one wall there were a bunch of computer banks, and on the other was a glass panel from with I couldn't see anything other than an ominous glow at this point.

But most importantly, it was just Fisk, a guy in a lab coat, and two guys with guns. Guns pointed at an unconscious Jack, ready to fire if Felicia threatened. Manageable. Not the best situation in the world, but manageable.

The guns being pointed at Jack was bad, but all that meant no one was going to be looking up at me anytime soon. They had to be taken care of first. Once they were out of the picture… well, Fisk probably had more men waiting in the wings, and he was a handful by himself, but at least the older man would be out of the immediate line of fire.

They were being smart about it though. They weren't right next to each other, so they couldn't be taken out at once.

I had no choice but to wait for now. I tuned in the conversation below.

"Now, Ms. Hardy, if you will be so kind as to hand over the last of the ingredients, I won't kill your father… or that boy we have locked in the back room, Parker, was it?"

I arched an eyebrow under the mask. Fat boy was playing it a bit smarter than I thought. He didn't have me back there, but he was doing what he could to pretend to be infallible.

Felicia reached into her costume and removed a final vial of… something… from well, I certainly would have expected to find anything there. She tossed it to the Kingpin, who smiled, and handed it to the lab tech, who inserted it into the last chamber of the mixer, and started it up. Fisk motioned to the guards, and one suddenly turned the bead on her.

Hoping that she could take care of herself, or take the bullet, I dropped on the other one and grabbed the old man, just as Felicia ducked under the bullet fired on her and smashed the man's face in.

Then, my Spider-Sense went off, telling me to get out, now! I started running for the door, hopefully to the nearest window, Felicia a step behind, surprising me by not going for Fisk. My spider sense just started screaming louder and louder as we ran.

"What did you do?!"

I was yelling, and she yelled back.

"I replaced the last ingredient with an explosive I found in the lad I got the stuff from!"

_Great._

She went through the window first, clearing the glass as I followed with her father. We landed on an adjacent roof top. I laid her father down, then tackled her as the sense peaked, the top of the building exploding.

That reminded her of something.

"Peter!!"

I grabbed her to keep her from going into the fire, and she spun around, belting me in the face. I reeled from the blow, but kept grip on her arm. She spit at me.

"Let me go, creep!"

"Easy, Felicia…"

"Go to hell, Spider-Man!"

I sighed.

_God, I hope this doesn't come back to bite me later._

I whipped off the mask, and she stopped. Then she enveloped me in a bone crushing hug.

* * *

Several months later…

I waited for her on a rooftop.

I couldn't keep doing this. Felicia was great, but… it seemed like all our time together was in costume. Nothing was ever Peter and Felicia, it was just Spider-Man and Black Cat.

Not a great way to have a relationship.

Going to the movies wasn't her idea of a good time. Beating down thugs in central park was. A walk on the beach wasn't romantic, but swinging through the buildings was.

Whenever I tried to be me, Peter, she'd always laugh, purr a little, or do something to get me to be Spider-Man again.

I couldn't keep doing it. Spider-Man was a knee-jerk reaction, made to cover how completely scared of what could happen most of time, a way to keep my mind off it.

Someone once said: Fearlessness isn't courage. That's an idiot. True courage is being afraid, but doing what needs to be done anyways.

But that was something Felicia didn't understand. I suppose I understood why. Black Cat was how Felicia found freedom from being an ordinary, idle rich girl.

I couldn't be with Felicia anymore, not when she didn't like me for me, but me for Spider-Man.

She landed on the roof a moment later, downcast. We spoke at the same time.

"We have to talk."

She blinked, and I motioned for her to start.

"Fisk has resurfaced, Spider. My father… he's moving us out of the country for now. To Europe somewhere. I don't want to go, but he's right. The Kingpin will come after us if we're here, and probably abroad, but we'll be harder to get at there."

I nodded.

"I… I guess this is it, then."

She looked at me.

"What did you have to tell me, Spider?"

I sighed.

_It doesn't matter anymore._

"It's… nothing. Don't worry about."

She looked at me uncertainly, but nodded and went to the edge.

"I know you've been upset about something lately, but I won't pry… I don't have the time anyways. Daddy is waiting. See you around some time."

She jumped off the ledge and disappeared into the night. I swung around for a while, then went home.

* * *

Okay, so I lied. Only one more chapter. The interlude is done now, so the next chapter will go back to our regularly schedualed programing. I'm thinking we'll start off back in the prison, where 'all hell broke loose'.

Hopefully it won't be too long before the next update, but I'm not making any promises.

Neverwhere 


End file.
